U.S. $1,250,000,000 CREDIT AGREEMENT Dated as of April 7, 2006 Among XEROX CORPORATION as Initial Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CITIBANK, N.A. as Agent and CITIGROUP GLOBAL MARKETS INC. and J.P. MORGAN SECURITIES...Credit Agreement • April 7th, 2006 • Xerox Corp • Computer peripheral equipment, nec • New York
XEROX CORPORATION, a New York corporation (the “Company” or the “Initial Borrower”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and issuers of letters of credit (“Initial Issuing Banks”) listed on Schedule I hereto, CITIBANK, N.A. (“Citibank”), as administrative agent (the “Agent”) for the Lenders (as hereinafter defined), and CITIGROUP GLOBAL MARKETS INC. and J.P. MORGAN SECURITIES INC., as Joint Lead Arrangers and Bookrunners, agree as follows:
